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Re: None

Thursday, 08/16/2018 8:56:11 PM

Thursday, August 16, 2018 8:56:11 PM

Post# of 40990
Hello REAL BULLs...yes only REAL BULLs...

Today, sharks triggered short sale Circuit Breaker again...& they will tell you, there is no such thing as NAKED-shorting in this world! & telling you that people are selling...we didn't do nothing; we are innocent; we didn't commit any crime!

now let's begin w/...

FAIL-TO-DELIVER on SEC's website = NAKED SHORTING & the worst was front-running NAKED SHORTING not just naked shorting.

20180615|023435407|AMDA|600|AMEDICA CORP COM PAR $0.01|1.09

20180619|023435407|AMDA|1282|AMEDICA CORP COM PAR $0.01|1.03

20180620|023435407|AMDA|100|AMEDICA CORP COM PAR $0.01|1.03

20180702|023435407|AMDA|100|AMEDICA CORP COM PAR $0.01|0.94

20180705|023435407|AMDA|2263|AMEDICA CORP COM PAR $0.01|0.87

20180706|023435407|AMDA|69134|AMEDICA CORP COM PAR $0.01|0.74

20180709|023435407|AMDA|301714|AMEDICA CORP COM PAR $0.01|0.79

20180710|023435407|AMDA|399216|AMEDICA CORP COM PAR $0.01|0.76

20180711|023435407|AMDA|458023|AMEDICA CORP COM PAR $0.01|0.74

20180712|023435407|AMDA|434282|AMEDICA CORP COM PAR $0.01|0.82

20180713|023435407|AMDA|788893|AMEDICA CORP COM PAR $0.01|0.54

(remember this day??? manipulation at its finest!!!)

20180716|023435407|AMDA|2210180|AMEDICA CORP COM PAR $0.01|0.53

(The 2 plus millions shares FAILED to deliver!!!)

20180717|023435407|AMDA|929613|AMEDICA CORP COM PAR $0.01|0.51

20180718|023435407|AMDA|448348|AMEDICA CORP COM PAR $0.01|0.51

20180719|023435407|AMDA|181874|AMEDICA CORP COM PAR $0.01|0.51

20180720|023435407|AMDA|178612|AMEDICA CORP COM PAR $0.01|0.48

20180723|023435407|AMDA|58536|AMEDICA CORP COM PAR $0.01|0.48

20180724|023435407|AMDA|23560|AMEDICA CORP COM PAR $0.01|0.47

20180725|023435407|AMDA|3887|AMEDICA CORP COM PAR $0.01|0.48

20180726|023435407|AMDA|3801|AMEDICA CORP COM PAR $0.01|0.47

20180727|023435407|AMDA|10675|AMEDICA CORP COM PAR $0.01|0.46

20180730|023435407|AMDA|16929|AMEDICA CORP COM PAR $0.01|0.47

20180731|023435407|AMDA|10904|AMEDICA CORP COM PAR $0.01|0.53

https://www.sec.gov/data/foiadocsfailsdatahtm

*** Sharks are not committing a crime until they are checked & caught by authorities ***

7/31/2018 576,846
7/13/2018 1,410,269
7/29/2018 523,661

https://www.nasdaq.com/symbol/amda/short-interest

========================================================================

https://www.sec.gov/cgi-bin/browse-edgar?CIK=amda&owner=exclude&action=getcompany

LOOK INTO THE FILE "424B4", PAGE # 1:

"SALE OF THE COMPANY" IS THE CURRENT PLAN...to be honest, w/o that info. stated in the filing, I sleuthed, sniffed, affirmed & expected this BIG merger w/ Zimmer months ago already.

AMDA is merging w/ Zimmer & isn't going SOLO!!! Doesn't matter how the BEARs keep spinning it, FACT is FACT...better watch out for surprise checkmate from Sonny & Zimmer.

2Q' 2018 Report:

During both May 2018 and June 2018, Series B Convertible Preferred shareholders of the Company converted 4,072 shares of Series B Convertible Preferred Stock into 3,086,570 shares of common stock.



4,072 * 1100 / 1.45 = 3,089,103 is almost equal to 3,086,570 shares

*** So up to June 2018, 4,072 units out of 15,000 units already converted to common stock at $1.45 conversion price. ***

&

11,869,879 shares of common stock, $0.01 par value, were outstanding at August 10, 2018 (Page 1)

&

1Q' filing on May 10, 2018:

4,364,345 shares of common stock, $0.01 par value, were outstanding at May 10, 2018 (Page 1)

Hence...

4,364,345 + 3,086,570 + X amount of shares converted after June 30,2018 = 11,869,879 as of August 10, 2018

Based on these information, I bet they already further converted more units either @ $1.45 or at the new conversion price of $.6543.

From a quick calculation, it should be around 3K to 4K more units converted after June 2018. It means more than half of 15K units ALREADY CONVERTED by August 10, 2018!

All the new naked-shorting shares we have been seeing are selling at losses by sharks (anything under $.60).

https://finance.yahoo.com/quote/AMDA/history/

Look at the volumes & trading prices after July 12, 2018 (pre-market manipulation on July 13, 2018!!!)

They are trying to scare the little, retail, REAL BULLs into selling their shares by putting pressure on the stock price (even they are selling at a loss per share).

Another objective the sharks are trying to accomplish is "OH YEAH look look delisting notice again" LMAO... Thanks to whom? Corruption at USA' stock market that supports front-running naked shorting & manipulations!!!

Lemme help the sharks to post this link:

https://listingcenter.nasdaq.com/noncompliantcompanylist.aspx

The fact is AMDA has over a year to really fix this delisting issue that created by sharks via naked-shorting...do you think AMDA is still around by then???

Together w/ message boards (4 so far) "grasping", full of the "fear mongering" ploy on:

a. OMG, Delisting = how many times already??? still listed!

b. OMG, Scam - For real??? almost 40K devices implanted in humans & showing excellent results - FDA, EU, Brazil, Australia, soon Japan & China clearance...scam? for real?

c. OMG, Printing Shares = what emerging growth company doesn't raise capital for R&D??? Big companies like Tesla, Netflix raise capital too? really grasping though. If AMDA is trading at the fair price around $30 to $40 per share ($300 mils to $400 mils - IPO in 2014 was valued at $80 mils) instead of $.40 ($5 mil market-cap, comical, isn't it), in order to raise $15 mils, they would just need to issue around 500k shares only!!! You see how much damage that these dark forces from big enemies are doing to this company?

Here I have another friendly comparison of why AMDA is trading 100 times lower than the fair price:

http://glycomimetics.com

Revenue = $0 (yes NO REVENUE at all!) & no approval products from FDA

Their pipelines? the ones worths mentioning is the Phase 3 drug which cures "sickle cell anemia" disease...the Total Addressable Market is only $500 mils by 2025!!! Yes half a billion dollars only!!!

*** AMDA technology's TAM - $45 Billions in Ortho (I provided the image with the summary on previous posts) + a minimum of $25 Billions plus in Catheters TAM (something that I have overlooked - eye opening!)

*** All the REAL BUlls should look into "develop catheter materials that prevent bio-film formation" & you will see how crazy the potential of Si3N4 tech is - besides Ortho Industry ***

Trading price at almost $15 per share & Market Cap is around $650 Millions...No joke!

Their cash level is $225 Mils, but all from stock offerings...just need 15 mils shares to raise over $200 mils cash easily.

Net loss per QUARTER is $12 mils = AMDA's loss per YEAR in 2017.

Do you see how aggressively this AMDA stock is being attacked? & It is trading 100 times lower than it supposes to (well of course, Si3N4 tech is stepping on elephants toes, threatening their profits!)

d. OMG, Sonny steals the company for $2.5 mil (his LLC loan amount) - this is the epic ones - laughable

e. OMG, Revenue tanking = sale was up = just waiting for the revenue recognition after the results of implants (I am not an expert in this industry, how long? I don't exactly know.)

f. OMG, Penny stock - blah blah w/ $2 BILLIONS LOSS PER QUARTER...sigh...AMDA = a R&D firm, basically, is Zimmer's little b*tch...little loss here & there while they are proving the tech is absolutely normal...barely $10 mils yearly loss (w/ revenue fully recognized from sale uptick = break even or even showing net profit)

g. OMG, only $10 million BO maximum...shake my head.

h. OMG, the London bridge is falling down.

Also,

On the 2Q' report, more liabilities were cleaned out, in addition to the some liabilities have already been cleaned out on 1Q' 2018. Spreading out the impact on net loss from Q to Q, strategically.

It plays well with my predictions of "liabilities & debt & TAX" free type of merger structure:

a. Dressing AMDA as a perfect target (only bring along all the assets/IPs, partnerships, deals, & almost a decade of CLINICAL proven trials, yes on humans, not on elephants or on rats, etc...for high valuation) - mainly for Zimmer's investors to evaluate the deal, which will be high.

b. Tax-Free deal = preserve AMDA's $225 mils tax loss (NOLs) for Zimmer to book on their balance sheet.

c. A Tax-Free deal = 40% (might be 50% by law now) minimum of the acquisition price has to be paid by acquirer' stocks (aka share exchange). For example, $4 billions merger price = around 10% of Zimmer current OS in the form of shares = 20 mils shares X $120 per share = over $2 bils (over 50% of merger valuation) in stock & the rest in cash? I don't really see why Zimmer will bother pay so much cash upfront though. It's best for them to pay up to 90% in shares & 10% in cash.

*** Zimmer ALREADY REGISTERED their "S" filing w/ SEC months ago ***

&

The 3 tiny debt notes were totally paid off as well...it means AMDA & Zimmer executives can sign the final definitive merger documents (LOI already signed in 2015!!!) in closed door w/o leaking info. to the moles/spies within AMDA & Zimmer & also w/o having to inform any debtors in advance, since there is no extra debtor besides Sonny LLC.

Moles planted in AMDA & Zimmer from their big enemies are watching closely...Since the big enemies are watching closely, this will warrant that Zimmer MUST PAY FAIR VALUE for the tech.

Zimmer has to pay a fair price to the point that other big enemies will not have a chance to place a higher bid by more than 10%...in an attempt to steal the tech from Zimmer.

For instance,

If Zimmer pays $200 mils, it's so easy for the big enemies to put a bid price of $600 mils to steal the tech (which is still considered undervalue)...what about Zimmer pays $1 bil...you bet the big enemies will pay double or tripple as well...what if Zimmer pay $4 bils...then it's tough now for the big enemies to put a bid around $8 bils (twices as much)...

The big enemies (remember they have to defend their $7 billions spine market share that is threatened by AMDA's CSC technology!) do have BODs & M&A experts to evaluate the deal that Zimmer will pay too...so any #s which is deviated too far from the LOGICAL Fair Value will quickly get higher bid from the Zimmer's big enemies (Financially stronger than Zimmer)!!!

I am gazillion % sure Zimmer has no choice, but to pay a FAIR VALUE in order to fend off the attack from the big enemies!!! REAL BULLs should sleep well over the "baloney" spinning of "oh yeah $10 mils buyout maximum" - really grasping.

& of course Zimmer & Sonny will make sure the merger will be successful closed & the tech will be sucessfully transferred to Zimmer. They planned well.

So, there is no way that Sonny & Zimmer will let these funds that work for the big enemies to buy 100% (15K units) of these preferred shares.

Let them own all the preferred units, so they can screw up the Merger later? & kill Zimmer's big plan (6 to 7 years already) to own Si3N4?

It's illogical! I would think about 33% to less than half of 15K units. I am wondering how many more units of preferred shares the naked-shorting sharks still have & are their warrants still untouch?

If they use their warrants to cover naked-shorting, the $$$ from warrants, at least can buy back some left over units of preferred shares.

That is why I am not jump to conclusion of total OS it will be later - like "oh yeah 50 mils", my calculations above proved that fully diluted OS is not 50-mils anymore!!! I said already. It won't be the best scenario & won't be the worst scenario as well!

The Merger news, the Japan clearance & the $$$ from warrants will change the possible OS (which we know by now it's not 50 mils anymore) significantly.

I mentioned previously that at the worst scenario, it will be 1 AMDA to 1 Zimmer share exchange w/ Zimmer + CVR payouts.

At this rate of conversion, we might see 1 AMDA to 1.5 Zimmer share OR 1 AMDA to 2 Zimmer share exchange w/ Zimmer + CVR payouts!!!

========================================================================

DON'T BELIEVE ME, RIGHT? Why I am expecting a high valuation on this merger? The tech obviously + the new "smoking gun", which is the new BOD member that just joined Zimmer...

https://corpgov.law.harvard.edu/2015/09/07/role-of-the-board-in-ma/

https://www.stoutadvisory.com/insights/article/role-board-mergers-acquisitions

In 2014, she was hired to oversee the $70 billions acquisition of AGN from Actavis (After the merger, they kept Allergan as the company name)

Maria Teresa Hilado will help guide company through Allergan aquisition

She now moves to a role in healthcare at Actavis, which is in the middle of increasing its business with the purchase of Allergan, the makers of Botox and several eyecare products.

"She will bring extensive expertise in global finance, mergers and acquisitions and business development, and is widely recognised for her exceptional leadership skills,? said Saunders.



http://www.pmlive.com/pharma_appointments/actavis_looks_to_pepsico_for_cfo_617339

DUBLIN, March 17, 2015 /PRNewswire/ -- Actavis plc (NYSE: ACT) today announced that it has completed the acquisition of Allergan, Inc. (NYSE: AGN) in a cash and equity transaction valued at approximately $70.5 billion.



https://www.allergan.com/news/news/thomson-reuters/actavis-completes-allergan-acquisition

As you can see, this expert was in the game for big transactions!!! Do you really think she joined Zimmer BOD to oversee $30-million merger??? $300-million merger? I would think, a minimum of $3 billions to $5 billions merger deal makes sense!

She was highly compensated by AGN:

https://www.footnoted.com/is-actavis-new-cfo-really-worth-22-million/

& Lemme post this info. again...

In 2016, she oversaw the the acquisition of TBRA by AGN. AGN paid around $1.7 Billions ($570 mils upfront + $1100 mils in CVR payouts for IPR&D)

On November 1, 2016, the Company acquired Tobira Therapeutics, Inc. (?Tobira?), a clinical-stage biopharmaceutical company focused on developing and commercializing therapies for non-alcoholic steatohepatitis (?NASH?) and other liver diseases for an acquisition accounting purchase price of $570.1 million, plus contingent consideration of up to $49.84 per share in contingent value rights (?CVR?), or up to $1,101.3 million, that may be payable based on the successful completion of certain development, regulatory and commercial milestones (the ?Tobira Acquisition?), of which $303.1 million was paid in the year ended December 31, 2017 for the initiation of Phase III clinical trials. The CVR had an acquisition date fair value of $479.0 million. The Tobira Acquisition added Cenicriviroc, a differentiated, complementary development program for the treatment of the multi-factorial elements of NASH, including inflammation, metabolic syndromes and fibrosis, to Allergan's global gastroenterology R&D pipeline.



https://www.sec.gov/Archives/edgar/data/1578845/000156459018002345/agn-10k_20171231.htm

Now the breakdown of the details of this interesting example, which I already presented before:

This example also counters the spinning from BEARs about...

a. BEARS said "no ones sells a company at all time low"

https://amigobulls.com/stocks/TBRA/stockcharts

All time high $100 per share

All time low $4 per share (stock dropped from $11 to $4 due to their NASH pipeline drug - phase 2 data FAILED), then was bought for $1.7 billions by AGN

b. BEARS said "low revenue, revenue tanking, no ones wants this company"

TBRA had less than $1 million revenue per year (or even no revenue on particular quarter).

https://www.sec.gov/Archives/edgar/data/1311596/000156459016023667/tbra-10q_20160630.htm

c. Net loss 50 mils per year vs. AMDA 11 mils per year

d. TBRA had NO APPROVAL product at the time of acquisition!

e. Total Address Market for the tech - TBRA (NASH) is only about 1/4 of Si3N4

f. was trading @ $11 per share X rougly 19 mils OS = almost $200 mils Market Cap prior phase 2 failed data released &

was trading @ $4.5 per share when the M&A news announced = roughly $85 mils

Coincidentally, the same executive from AGN that oversaw this TBRA deal is now the new BOD member of Zimmer (& to oversee the Zimmer & Amedica merger as well)

Why Zimmer added her to their BOD? Obviously, there is a big merger in the range of at least 2 to 3 folds of TBRA in the work!

If TBRA can be bought for $1.7 billion, what makes ones think that AMDA can't be bought for $3 billion to $5 billion range??? & under the same M&A professional that oversaw the previous deal!

&

Even, crazier deal like WhatsApp (only generated $10 mils revenue) could be bought for $19 billions from FB:

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=142657137 (Thanks mufferhead for the original post)

WhatsApp was priced mostly in "Sysnergy" = Goodwills

TBRA was priced mostly in IPR&D.

The Company acquired $1,357.0 million in IPR&D assets in connection with the Tobira Acquisition (they booked $1,357 million, but paid $1,100 million only)

https://www.sec.gov/Archives/edgar/data/1578845/000156459017002433/agn-10k_20161231.htm

TBRA investors that sold their shares on the day the news was out, they only got paid:

$570 million upfront ($29 per share) + 22% of IPR&D upfront (around $11 out of $47.84) = $40 per share was trading at soon at the acquisition news hit the street.

By the end of 2017, AGN paid about $300 million ($800 million balance left for future years) to whoever held through the transaction until it was successfully closed.

It means the ones that sold the shares, got $11 per share in IPR&D upfront...the ones that hold the shares got the full $47.84 in IPR&D slowly year over year.

I am trying to remind the REAL BULLs about IPR&D payouts could be substantial that Zimmer will pay...so read the news carefully when the merger news is out.

REAL #s from past acquisitions TALKS LOUDER than plain opinion w/o #s!!

In short, AMDA is piece of diamond being covered by sharks...they put fertilizer all over this piece of diamond to deter people from looking into it! They tell you "It's stink, stay away, let me have it all!!!"

=====================================================================

The 2nd addition BOD to Zimmer's board. He was the expert in Asia Market...esp. Japan & China.

http://phx.corporate-ir.net/External.File?item=UGFyZW50SUQ9NjU4Mjl8Q2hpbGRJRD0tMXxUeXBlPTM=&t=1

Perfectly aligns with Zimmer's plan to profit in Asia market...slowly & surely they will come back to snap up more market share in USA as more products get cleared later & esp. the approval of full CSC later (of course, the applicant must be big guy like Zimmer to get a nod from FraudDA)...that is when PEEK & Titanium spine players = RIP.

=====================================================================

Zimmer & AMDA' strategic partnership in hip mechanical test, which was governed by a 3rd-party (Tokyo University) for independent, unbiased reports (genuine, non-rigged reports) for 510(K) route using "substantial equivalent" under FDA guidelines.

Currently, a full PMA route is strictly required by this 2 types of MoM hip systems...

https://www.federalregister.gov/articles/2016/02/18/2016-03331/effective-date-of-requirement-for-premarket-approval-for-total-metal-on-metal-semi-constrained-hip

Why? Because of this:

http://www.moriarty.com/depuy_hip_recall/Updates/What_is_the_FDA_Approval_Process/ (no mechanical test = broken into pieces)

& other combinations can still use the 510K route...i.e. Zimmer cup + AMDA femoral head is Ceramic on Poly (CoP)

If I read Zimmer & Amedica's grand strategies correctly, Zimmer's 3-D printed Titanium 510(k) approval will be used as "substantial equivalent" to help Si3N4 3-D printed 510(K) submission to FDA as well.

========================================================================

As for Sonny's LLC loan, I said it months ago, his loan is there to protect the IPs, assets, etc... from the hostile takeover attempts from Zimmer's big enemies!!!

The Merger wasn't ready to announce on July 28th, 2018...so they just simply extented another 90 days (which is about 70 more days left). Why only 90 days??? Sharks are better watch out!

Strategically, the wedding planner (Ryan Long) from Zimmer recently went back to Zimmer after spending sometimes at AMDA to help with the pre-acquisition integration works...Come on BEARs...his title was VP of "STRATEGIC DEVELOPMENT".
The 3 VPs (2 now, 1 already went back) that went to AMDA to help Sonny to prepare for merger work. They are actually were still on Zimmer payrolls all this time. In 2017, Zimmer booked expenses on their specialized sales team!!!! Not in any previous year! Boston found that on Zimmer 10K? Right?

How much more obvious can it be??? It's the merger coming & AMDA isn't going SOLO...AMDA has no resource to fully commercialize Si3N4 technology! They must transfer the technology to a big player like Zimmer!

Within this 70 calendar days period, esp. prior to September 07, 2018...the BEARs/Sharks should watch out for the Japan Clearance suprise & merger news could hit the street at the same moment.

Good luck on spinning...nothing can change the FACT that Zimmer is merging w/ AMDA (I am just waiting for the strategic announcement).

========================================================================

Boston, do not overlook the potential licensing of Si3N4 tech on catheter products. LUCRATIVE! The shady bastard Zimmer will profit big from this tech.

=======================================================================

Cheap shares that are giving out by sharks, do they actually got them back at lower price? LMAO...I highly doubt!

Sharks might win many little battles through out the fights, but at the end, they will lose a big war!

Like always, 99% M&A already... I am waiting for that 1% = STRATEGIC announcement of the Merger between Zimmer & AMDA!

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